Q-Cells in €250 Million Convertible Bond Offering

Cleary Gottlieb advised Q-Cells SE in its €250 million offering of convertible bonds due 2014. The bonds will be issued by Q-Cells International Finance B.V., a wholly-owned subsidiary of Q-Cells, and will be guaranteed by Q-Cells SE. The bonds are being placed by a consortium of Citi, Morgan Stanley, Commerzbank, UBS Investment Bank, UniCredit Group and West LB AG in a private placement to institutional investors.

Cleary Gottlieb has advised Q-Cells in various transactions. For example, Cleary Gottlieb recently advised Q-Cells in its placement of 85 million shares in Renewable Energy Corporation and in its joint venture with Good Energies and NorSun, creating Sunfilm, one of the world’s leading manufacturers of thin film solar cells. Cleary Gottlieb also advised Q-Cells as borrower in a revolving bridge facility in May 2008 and March 2009, in an offering of convertible bonds in February 2007, and in its IPO in 2005.